in memoriam
by Chasing.Twilight
Summary: and for a moment it's just him and her, the time lord and the girl who waited, spinning around like there's nothing else that matters in the entire world. spoilers for Cold Blood.
1. Chapter 1

"Amy, I'm sorry."

But he's not just sorry, he's beside himself because it's _his_ fault _again_ that someone is dead and he doesn't know how much longer he can do this and this time it's not just going to affect him but Amy too, his wonderful, brilliant, _beautiful _–

No, he can't think like that anymore (not that he allowed himself much before) because Rory is gone and he can't do that to him. He swears to himself that he'll look after Amy especially for Rory, bumbling, big nosed Rory, who he never appreciated as much as he should have.

He can't get the image of her face out of his head and the way she begged him "_don't tell me its okay, you have to make it okay!" _and the worst thing is she can't even remember Rory but – why can he?

His head hurts and he can't work out why but Amy's smiling at him expectantly and how can he even go on letting this get to him when he's got to protect her from this and from the crack in her wall and once, just _once_ it would be nice if he could have a companion who somehow didn't bring about some type of universal crisis!

So they're off again and it's raining on the next planet and _god_ she looks beautiful in the rain, the way her scarlet hair darkens and sticks to her face and she can't stop laughing and spinning around like she's never done anything like this before and she grabs his hand and makes him spin around too and for a moment it's just him and her, the time lord and the girl who waited, spinning around like there's nothing else that matters in the entire world.

And to her, there isn't.

* * *

Sometimes he feels it's as if she knows there's someone missing but that's impossible, of course, because he was wiped from _time_, not just from existence and he's never coming back and she is never remembering.

But he could swear he catches her, eyes wide with excitement, turning her head to tell someone about what they're doing next, before she catches herself and a bemused look crosses her face and she turns back to him.

And the trust in her eyes makes both his hearts ache and he hears the echo of Rory's voice in his head and god he wants to _scream_ because how can this be real, how can he have allowed this to happen to her, Amelia Pond, the girl he –

He bites his lip and holds his tongue and tries not to remember that the only reason Amy was ever going to go home was because that was where Rory was waiting.

* * *

He realizes it's because Rory wasn't from his timeline. Didn't he tell Amy that? That's why she would forget Rory but not the clerics. The crushing weight that falls on top of him is impossible to hide and he locks himself away, deep in the TARDIS for a few hours and sits on the edge of his bed and stares at the floor, covered in relics and memories of his past generations and the people he's known. And sitting on top of that bookcase he picked up in the planets of Dundeylion years ago is Amy Pond's engagement ring. He can't help but feel the slightest, tiniest bit jealous that she cand just forget about Rory's death. Sometimes he wishes he could just forget it all. _I'd love to forget it all. Every last bit of it. But I don't. Not ever._

His eyes well up but he won't let himself cry. Crying has never done him any good and it isn't about to start now. He clenches his fists and takes a deep breath in, standing up and barrelling back to the centre of the TARDIS where Amy is sitting on the steps, playing with some object he hadn't gotten round to fixing yet and he smiles at the soft indent above her nose as she screws it up in an attempt to understand it.

She tells him she thinks it's broken and he bounds over with a flourish and their hands brush as he takes it from her but he ignores the tingling sensation that runs up through his arm and pulls out his screwdriver, points it at the contraption. It lights up and Amy cheers and her happiness is genuine.

* * *

He almost loses her _again_ when she's kidnapped and he's knocked out, something that seems to be happening a lot to this regeneration. As soon as he wakes up, all he can feel inside him is the burning despair. He _has_ to get her back. For Rory. But something tells him that it's just as much for his self.

He eventually does of course and she catapults into his arms and he hugs her so tight she can barely breath but she hugs him back just as fierce and he buries his head in her hair and mumbles things she can't hear but the sound of his voice in her ear is comforting enough for her not to ask. He locks the door tightly behind them in the TARDIS and watches her dance around the console room, still asking him what all the buttons do. He can't help but oblige her, just like he always does and more and more he can feel himself falling in love with Amy Pond and more and more he can feel the guilt building inside him.

* * *

_She belongs to Rory. You killed him. And now you want his fiancé, too?_

His mind was _so_ loud while she was sleeping, he could hardly bare it. He padded down the corridors to her room and hovered outside the door for a while, wondering if he should go in and wake her and tell her it was daytime (she couldn't tell on the TARDIS and relied on him to give her some kind of idea) but he knew humans needed much more sleep than time lords did.

He finds himself knocking gently and creeping in because he can't go back to that empty, silent control room alone again and he leans back against the door, watching her sleep. She's so peaceful when she's unconscious – he allows himself a smile and listens to the sound of her breathing, matching his own to hers, so he hears exactly the moment she stops her rhythmic intake and expulsion of breath and begins to sob. He darts silently to her bedside and crouches down beside her. Her face is tear stained but she's still asleep. He gently runs his thumb along her face, catching her tears and wiping them away. He strokes her hair softly and hums to her an ancient Gallifrayan song that was used to sooth the children of his long gone race to sleep. Once she has calmed and quietened, he slides back through the door and curls up against the wall in the consol room, knees against his chest, and hums the lullaby to himself instead.

* * *

"Do you ever feel like – there's someone missing?"

The words take him by surprise but he quickly rearranges his face and says carefully "what do you mean?"

"I don't know" Amy says, looking down at her legs, as they hung over the edge of the TARDIS doorway, the two of them floating through space "sometimes, I just think... it doesn't matter." She grins at him "it just must be all this time I'm spending with you. It's driving me a little crazy."

His lips turn up into a forced smile as she nudges her shoulder into him and laughs, her hair falling in front of her face.

"Do you ever get tired of it?"

"Of what?" he says quietly, staring out at nothing.

"This. All this." She motions out to everything before them. "I don't imagine how anybody could."

"It's not always fun, Amy" and his voice sounds suddenly old and ancient with grief and she turns to look at him but he is already on his feet and extending a hand.

"So, where to next?"

* * *

They're running hand in hand from the Sypiglonian's when she pushes him up against a wall and flattens her body next to his.

She assures him they'll be fine and sure enough, the creatures run straight past them and she says it's because they can't see out of the corners of their eyes and he stares at her, amazed, and reaches out suddenly and wraps a strong arm around her waist, pulling her closer to him until their bodies bang together and his lips hit hers. Her eyes widen in shock – didn't he push her away before? – but she kisses him back, tenderly this time, placing a hand either side of his face before snaking her fingers round to tangle in his hair. And then he remembers who he is and where they are and _Rory died for him!_ And he pulls away, horrified with himself and turns away from her and tears away to the TARDIS and fights the urge to cry until there's no energy left in him.

She's left confused, hurt and defenceless but he goes back for her, moments later and she doesn't know what to do but he pulls her to him and holds her close and whispers that he's sorry so many times the words begin to lose all meaning and he knows that he can never kiss her again and she thinks he apologizes because he ran away, but if only she knew.


	2. Chapter 2

Days pass. And pass. And he can feel Amy's worried eyes as she watches him cracking, the centre of the universe falling to pieces before her very eyes. He throws himself into – into what, he's not quite sure but it keeps him busy and it keeps her on her toes so that there's no chance anything like what happened with the Sypiglonian's can ever happen again because this time he must be stronger, he must be wiser, he must _forget_ what he feels and _remember_ what he's done.

He drags her to a church in Rome and she's not particularly religious but he watches her eyes widen as she takes in the beauty of the place and he places a finger to his lips, leading her silently to the place of prayer. They watch as the Roman women – he's taken her back to 55 BC and the men are away in Britain with Caesar – that have been left behind silently fall to their knees, praying that their husbands will return to them, safely. He sees how she takes a slow, raggedy breath, fighting some unknown pain she can't understand because _he didn't exist_ but she can feel it, here, now, she can sob and she can weep and fall apart and she drops to her knees with the others, silently begging for their loves to return to them and she doesn't know why, but she's doing it too.

The Doctor backs away slowly and lets her immerse herself in her anguish, lets her grieve, because she has to, because if she was a normal girl in normal circumstances she would have. He tries not to remember that her fiancé wouldn't even be dead if not for him and pushes down the guilt again into the monster inside him, stored away for those long hours Amy slept, unaware of the torment of her companion.

* * *

But _it_ happens again when he takes her to see the Northern Lights, something she's always wanted to see. Their hands are entwined as they walked across the ice slowly, trying not to slip. She points out how the lights, reflecting off the ice, made it look so pretty and her auburn hair is swirling around her head because he'd told her to wear a coat but she had refused because she's Amelia Pond and is there really any more reason needed? and as she turns back to look at him, eyes sparkling with the thrill of their new adventure, his head ducks down and he presses his lips softly to hers, just long enough to remind her that he tastes like a thousand moons and a million lives and all the stars exploding at once and she pulls away because her head is just spinning, spinning with nine hundred and seven years of life and maybe he's shown her a little bit more than he originally intended to but he finds he kind of likes her knowing, having someone to share it all with. She looks up at him and they share that look, the soft, soul exposing look that makes her stomach turn in on itself as he look down at her and wonders what he sees in her eyes because even if he can't see it, she can feel it.

And they steal away back to the TARDIS and don't speak until they reach their next destination, some place far, far away on another galaxy where they can go back to pretending. Running is what they both do best.

* * *

The library, when he finally finds it again, is a decent size. She asks him what books he has in there but he replies that she'll have to tell him and after a perplexed look she goes through the double doors – which she decides she _loves_, just like the ones in Beauty and the Beast – and examines the shelves and he hears her gasp and smiles like the way he did that night he came back for her, the one before her wedding…

He loses the smile suddenly. Oh, his poor, beautiful Amelia...

Then she's back and he's smiling again and she tells him it has all her favourite books, Peter Pan and Cinderella, Alice in Wonderland and Harry Potter, stories where the characters run away to new lives full of fantastic sights and princes and happily ever afters. He's a little surprised because he didn't think she was a fairytale kind of girl – but Amy Pond is always surprising him. He is especially drawn to one book she holds from his magical library, the library that changes it's collection for each individual person, providing them with both their favourites and ones the TARDIS thinks they would like. She tells him she used to read that one the most when she was a little girl. He smiles and takes the book from her hand, murmuring that Peter Pan is in his library, too.

* * *

They decide to go horse riding in New Zealand. Amy's never ridden a horse before and neither has the Doctor but he's fearless as usual and bounds up to the white horse he's been assigned – well, more _commandeered_ – and pats it gently on the mane before using the strength in his upper arms to pull himself up. He looks down at Amy who is looking thoroughly disgruntled and laughs, calling 'come on Pond!'

She replies that she can neither ride a horse nor climb up one without a saddle and he tells her to ride with him. She approaches him slowly and crosses her arms when he's beside her, about to ask how he proposes to get her up on to the horse as she still doesn't have any stirrups to use as a stepping stone when he leans down and fixes his hands underneath her arms and pulls her up swiftly, sitting her behind him. He instructs her to listen to him for once and she does as the horse suddenly jolts into action, grabbing him by the waist and wrapping her arms tightly around him, her head tucked into his shoulder for support. She screams a little in his ear and he yells her last name at her and she can't help but laugh as they ride bare back across the New Zealand plains, something she found she wanted to do a lot more of in the future. And somehow, while still managing to keep the horse galloping, his hand leaves the horse and his fingers snake up in between hers on his chest and it feels nice and it feels safe and it feels _right_.

Suddenly he wonders what Rory would have thought of it all.

* * *

That thought returns to him often. Would Rory have wanted him to take his place? He knows he can love Amy just as much as Rory could have, maybe even more. But he's choked with guilt and considers doing something that may ruin any chance of happiness with Amy he could have. It would only hurt her, too. Doesn't she deserve to know though? He agonises over this and that, wondering what would happen if he just kissed the girl and made her his, rather than just kissing her and running away. He resolves that he can't make that decision without her knowing… everything.

* * *

They have tea on Caparion Asxian, where they apparently do drink tea but he's disappointed to find they still don't have biscuits. He pulls a packet of jammy dodgers from a pocket and Amy eyes them warily but he insists they're perfectly fine and he's only had them in there since the scarf.

_The scarf_... oh, he's glad she doesn't know about that.

He hasn't exactly approached the subject of regeneration with her yet and decides now is as good a time as any. So he watches her eyes widen as he tells her not only has he been alive nine hundred and seven years but he's also been eleven different men. He allows himself an amused smirk as she asks him if this is the best looking regeneration. He shrugs and tells her to decide. He pulls out a little card holder from his pocket and lets it unravel before her eyes, showing her ten other faces. She cocks an eyebrow and examines them. She says "this one – ten? He was a bit of a dish, wasn't he?"

He splutters and pulls the photo's round to him. "A bit of a _dish_? Who says _dish_? And anyway, I'll have you know that –"

She silences him by pressing her lips to hers and he can feel her smiling and realises she was teasing him and can't stop himself from smiling back. She pushes up over the table to try and get to him better but then he gently uses a hand to push her away and murmurs "careful, Amy" and presses a kiss to her forehead. She's pouting as he pulls away and he stands, chuckling, grabbing her hand and tucking the photos away in his pocket. They disappear back to the TARDIS and because he knows what has to come next, he doesn't try and stop the way he feels, just for one night.

* * *

Everything's gone wrong, so wrong. He can't find her in the mess left after the explosion on Harpalyke, Jupiter's 27th moon. He'd promised himself one more, just one more adventure with her before he told her everything and now he's lost her and he _can't_ have lost another one, no, not another one –

Something stirs in the wreckage beside him and a body pushes itself out. It's the guide who owns the carriages they had been travelling in when the planet was attacked. The Doctor zips over to him and squats beside him, helping him escape from the rubble.

"Have you seen my friend?" he asks desperately, clutching at the alien's shirt with both hands. He shakes his head, eyes wide and the Doctor lets him go, having momentarily forgotten what the fury and desolation of a Time Lord can look like. He sits back on his heels and buries his head in his hands before springing to his feet and setting off again to look for her. He will _not_ allow himself to lose her. She'll be here somewhere and she'll be _alive_. She will. She will. She _will._

He hears a moan, the slightest of sounds that he can only pick up because he's a Time Lords and he has an incredible sense of hearing. A moan that can only belong to –

"Amy?" he calls quietly and follows the scuffling and slight groaning. She's buried beneath almost an entire carriage and he pulls it all away from her single-handedly, tears streaming down his face and he presses it into her hair and kisses every part of her he can reach. He cradles her body tightly against his as he rocks them both, sobbing silently into her hair and muttering that she must not _ever_ do that to him again, never...

She passes out and he can feel her shivering beneath him so his slides off his burnt tweed jacket and fixes it on her, the arms hanging off her because it's too big. He wraps it tightly round her and picks her up, an arm underneath her legs and one underneath her neck, supporting her head as he turns and heads back to the TARDIS. He's furious with himself that he put her in danger, again.

He has no choice. It's time to tell her and let her make her own decision.

* * *

I decided to continue this after some lovely reviewers suggested I did, something I had not even considered before. Depending on where I decide to go next (I haven't really made a decision yet, although the outcome will always be the same) there may be one or two more chapters or maybe three or four. I may send them on an adventure or I may just end it after this point in the story. What would you prefer to read? Please let me know in the reviews.

It's also important to mention that this is AU to the episodes. It starts after Cold Blood and I may incorporate parts of the story from episodes following it but whatever happens in the finale is will not make much of a difference to this.

Thank you for reading! :)


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